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Arkios
Where Finance meets Corporate Strategy
Arkios Italy S.p.A.
Milan, London, Beijing, Dubai, Stockholm, Lugano,
Berlin, Madrid, Mumbai, Houston, Tel Aviv, Singapore, Melbourne
Alongside the Entrepreneur
Arkios Italy S.p.A.
is an M&A Independent Advisor
boutique specialised in providing
M&A advisory services, strategy
consultancy and raising capital to
middle-sized companies
with distinctive competencies in
corporate finance and strategic
consultancy
Partner of Arkios Ltd. network,
member of the London Stock
Exchange and regulated by the
Financial Services Authority
Arkios Italy
Table of Contents
5. Why an Advisor – His Role
2. Track Record
3. About Us
1. Arkios Italy
4. Management Team
1. Arkios Italy
Arkios Italy
1. Arkios Italy
Arkios Italy is an
Independent Advisory
Firm specialized in
providing Consultancy
services for M&A
operations
Born to support Italian
Small and Medium
(SME) size companies
for seeking investors
and raising equity
capital.
Strongly focused on
the ‘industrial’
aspects of the deal,
with high knowledge of
Financial strategy
Arkios Italy is part of the Network of Arkios Ltd, a Member of the London Stock Exchange
Arkios Italy is an Independent Advisory Firm and Management Consulting Boutique, specialized in providing
services regarding M&A Advisory, Strategy Consultancy, Raising Capital, IPO, Minibond issue, to Medium-
sized companies.
Arkios Italy works as an Advisor both on the “Buy-side” and the “Sell-side” (hence, Arkios supports both
sellers and acquirers) and in IPO operations by supporting companies who are going to list.
Arkios Italy acts as ‘preferred’ and long-term relationships with the main P.E. Funds operating with small and
medium enterprises, both Italian and International.
Our focus is to give full corporate advice to small and medium enterprises, listed and not listed, developing
strategies to maximize the value of each deal.
Our Partners has a consolidated know-how in M&A deals, Corporate Finance, raising of equity capital,
extraordinary financial operations and strategic consultancy, in addition to administration and legal assistance.
Arkios Italy is part of the Network which includes 13 branches and partners in: Italy, UK, Switzerland,
Sweden, China, UAE, Germany, Spain, United States, India, Israel, Singapore and Australia.
Arkios Italy works in collaboration with Professors of Milan Polytechnic University, and MIP (Milan Polytechnic
School of Management).
Arkios Italy
1. Arkios Italy
Our Offices
Milan
Houston
Beijing
London
Lugano
Tel Aviv
Berlin
Stockholm
Melbourne
Singapore
Dubai
Madrid
Mumbai
Arkios has a consolidated
international presence,
with a network of offices
in 13 countries, in
Europe, Asia and
America.
• Milan
• London
• Dubai
• Stockholm
• Beijing
• Lugano
• Berlin
• Madrid
• Mumbai
• Houston
• Tel Aviv
• Singapore
• Melbourne
Arkios Italy
* Advisor Indipendente: Advisor non parte di un Gruppo Bancario e/o di un Gruppo di Revisione
Arkios Italy, with 13 Deals successfully closed in the 1Q
2017, according to the prestigious Thomson-Reuters Report,
confirms as:
7°Advisor on the Italian market
1°Independent Advisor on the Italian market
in the Small/Medium-Cap M&A, for the number of closed
deals.
Arkios Italy is competing with prestigious names like
Rothschild, Unicredit, Mediobanca and Banca IMI, by
positioning as the 1° one among Independent Advisors.
It comes first International brands like Lazard, Goldman
Sachs, Merrill Lynch, UBS, Deutsche Bank and Italian ones
like Vitale & Associati, Ethica, K Finance and many more.
Besides, in November 2015 Arkios Italy is rewarded as M&A
Team of the Year at the Financecommunity Awards
1. Arkios Italy: the first Italian Independent*
Advisor, according to the prestigious ranking of
Thomson-Reuters
Arkios Italy
• Full assistance & Structuring of M&A deals (sell-side and buy-side)
o research and selection of Financial Investors (Private Equity Funds, Investment Holding) and Industrial Investors (Industrial players
with synergies, Multinationals, etc.)
o Development – together with Customers- of an effective and real strategy of M&A. Definition of how to maximize the enterprise
value and how to structure of the operation, focusing on an adequate M&A strategy.
o Creation and prearrangement of all the information which are necessary to support the deal
o Identification of the Investment Rationales and strengths & weaknesses of the operation
o Economic, Financial, Strategic analysis, with market positioning analysis and a sound business plan preparation
o Constant support during the whole negotiation process by coordinating with the external due diligence. Legal, Fiscal, Administrative
consultants are coordinating among them.
• Support to listing on the Stock Exchange through IPO
o Preparation of Listing Prospect, definition of Business Plan and Equity Story construction
o coordination of all involved people (NomAd, legal/accounting and fiscal advisors, Global Coordinator) until IPO
• Structuring of a Minibond issue: Preparation and draft of the Prospect, Valuation, Rating Attribution, Selection and
Choice of Collaborators/Underwriters, Allocation (Specialized funds and/or Banks), with the support of an integrated team of Legal
Advisors /Rating Provider
• Debt Restructuring & Renegotiation: Management of Financial Distress situations, structuring of a business plan and
the related Financial operation, Integration of a M&A strategy, search of an Investor, in parallel with the process management
Arkios Italy pays a
great attention to
the industrial
value and the
uniqueness of
their Costumers.
Arkios Italy
understands,
creates, shows
and communicates
to selected
investors the
structure of the
Operation in
order to
maximize the
value: for the
company and the
entrepreneur.
1. Arkios Italy
M&A: focus on the ‘Industrial value of the Customer – M&A, IPO and
Debt Restructuring
Arkios Italy
Finanza & Diritto – Interview to Cirani Sole24Ore – Arkios Advisor ILSA-Biolchim
Bimbo Store – Giochi Preziosi - Artsana Corriere – TMC – Dandong Xintai
Premiazione Financecommunity Awards
Warren Buffet’s – ZephirPE Labellers – Pro Mach Group Inc.
1. What Newspapers and Media say about us
Arkios, an Independent among the Big ones of
M&A
2. Track Record
Arkios Italy
2. Track Record Arkios Italy – M&A
More than 40 M&A deals from 2009 to date… with International and Italian Investors
Arkios Italy
2. Track Record Arkios Italy
Biolchim SpA acquired 60% of
ILSA SpA, leader in development and
production of special Fertilizers and
Biostimulants for the ‘Crop Protection’
Arkios Advisor of ILSA S.p.A.
The Private Equity Europe Capital Partners
VI acquired 100% of Industria Alimentare
Ferraro, producer of Egg Pasta for Food
Multinationals and Private Label
Arkios Advisor of Industria Ferraro
Marmon Holding Inc., a Warren Buffet’s
Berkshire Hathaway Company acquired
100% of Zephir SpA
Produttore Italiano di Locotractors
Arkios Advisor of Marmon Inc.
The American Group Pro Mach, Inc.
acquired 100% of P.E. Labellers Group, the
Italian leader in production of rotative and
linear labelling machines
Arkios Advisor of P.E. Labellers
Arkios Italy
2. Track Record Arkios Italy
CABI acquired 100% of Taglio Robot Srl, a
company specialized in design and
production of Machinery of Robot
Automation
Arkios Advisor of Taglio Robot Srl
Buffetti SpA acquired 100% of
PA Digitale SpA, leader in the digitalization
of process and documents for the Public
Administration
Arkios Advisor of PA Digitale S.p.A.
FOM Industrie SpA (Aluminum and PVC
working machinery) acquired 40% of Graf
Synergy SpA, producer of machines fo PVC
frames
Arkios Advisor of Graf Synergy S.p.A.
Dandong Xintai Electric
Listed in China (300372.SZ) Acquired
Assets of TMC Italia SpA Italian Cast Resin
Transformer manufacturer
Arkios Advisor of TMC Italia S.p.A.
Arkios Italy
2. Track Record Arkios Italy
Capardoni 1947 acquired the absolute
majority of Eurasia 2020 Spa, production
and distribution company of accessories
for auto and kids with Walt Disney brand
and others
Arkios Advisor of Eurasia 2020 S.p.A.
21 Investimenti Fund acquired the
majority stake of Poligof SpA (Sales 100
Mio), European Leader in PVC backsheet
film per for diapers/feminine hygiene
Arkios Advisor of Poligof S.p.A.
Greenled Industry SpA - Italeaf Group
(NASDAQ-NDAQ: ITAL SDB), Gruppo Terni
Energia acquired strategic assets of IBT
Lighting
Arkios Advisor of Greenled S.p.A.
The Group Giochi Preziosi acquired from
Quadrivio SGR the 100%-stake of Bimbo
Store SpA, Retail Chain specialized in
Early Childhood
Arkios Advisor of Bimbo Store S.p.A.
Arkios Italy
2. Track Record Arkios Italy
The Group Giochi Preziosi acquired from
Quadrivio SGR the 100%-stake of Bimbo
Store SpA, Retail Chain specialized in Early
Childhood
Arkios Advisor of Bimbo Store S.p.A.
Sinergie, communication company B2B and
B2C, and 101%, agency of digital production,
created ISNT, a joint-venture active in web-
marketing
Arkios Advisor of Sinergie
Taraka TTP acquired Assets and the Brand of
Parfumes et Sillages Sarl operating in the
sector of Luxury Perfumes
Arkios Advisor of Parfumes et Sillages
CR Holding, controlled by LBO Italia,
acquired GF SpA, leader in the control
process automation in the Pharmaceutical
sector
Arkios Advisor of GF S.p.A.
Arkios Italy
2. Track Record Arkios Italy
A Group of Private Investors
underwrote a capital increase in Eurasia
SpA leader in the distribution of
accessories for automobiles/kids
Arkios Advisor of Investitors
Consorzio Alte Groane acquired the 100%-
stake of Accisa S.p.A., company operating in
the construction sector
Arkios Advisor of Accisa S.p.A.
CEVICO Group acquired the 49%-stake
in Medici Ermete, Winery leader in the
production of top-quality Lambrusco
Wine
Arkios Advisor of Medici Ermete
The Chinese Multinational Target
Lighting acquires Fama srl, producer of
components for furniture
Arkios Advisor of Target Lighting
Arkios Italy
2. Track Record Arkios Italy
ASO Siderurgica acquired 100% di
Cromsteel Industries, leader player of
Chrome Bars for hydraulic industry
Arkios Business Advisor of ASO
LBO Italia signed a Capital Increase in
Doctor Dentist, a Retail Chain of Dental
Clinical Centers
Arkios as Advisor of Doctor Dentist
SM Farmaceutici sold 100% of the
Trieste Business Unit to Ukrainian
investors, related to Yuria Pharm
Pharmaceutical Group
Arkios Advisor of SM Farmeceutici
Greenfluff – treatment, conditioning,
recovery and disposal of fluff
Arkios as Advisor for Debt Restructuring
Arkios Italy
Everlight - Multinational in the Lighting
sector - acquired 100% of Ghidini
Lighting, in the outdoor lighting sector
Arkios Advisor of Everlight
2. Track Record Arkios Italy
Everlight - Multinational in the Lighting
sector - acquired 100% of Lucitalia,
historic Decorative lighting company
Arkios Advisor of Everlight
Eurasia – leader in the distribution of
accessories for auto/kids
In procedure of Debt Restructuring
Arkios as Advisor for Debt
Restructuring
Wipak Group, Division of the Wihuri Oy
Group acquired 100% of Bordi Carlo,
player in the Pre-Formed Flexible
Packaging
Arkios Advisor of Bordi Carlo
Arkios Italy
Palladio Finanziaria has underwritten a
Capital increase in the Group, player in
the Management of Penny Arcades
Arkios as Advisor of Real Games
2. Track Record Arkios Italy
Quadrivio underwrote a Capital increase
for the development in Bimbo Store, a
Retail Chain specialized in Early
Childhood
Arkios as Advisor of BimboStore
JV between CAP Divisione Servizi
Infrastrutturali and VAR Group
through cross participation of 5%
Arkios as Advisor of CAP
100% sale of Animal – ID, a business
branch of Demaplast, to the Swiss
multinational Datamars S.A.
Arkios Advisor of Demaplast S.r.l
Arkios Italy
Capital Increase for the development
by a group of investors in Boatyard Blu
Martin
Arkios as Advisor for the parties
2. Track Record Arkios Italy
Sale of 70% (30% later) of Grattarola to
a Private Investor
Arkios as Advisor of Grattarola S.p.A
Equilybra Capital Partner has acquired 20%
in PSM - Advertising – New Media
(2010 = €12 M) with investment of € 4 M.
1 sui Motori is today listed on AIM
Arkios as Advisor of 1st SuiMotori S.p.A
Financing to the start-up of Prisma
Energy
Arkios Advisor of
Evolution Investments
Arkios Italy
Seller Buyer Deal
IPO,Value = € 1 Bln. Business Due
Diligence. Partner: Mediobanca
and Lazard
Acquisition of 100% of Domino
Research
Acquisition 100% DWI
Rise of capital:
Financial Advisor and Sponsor
Rise of capital:
Financial Advisor and Sponsor
Rise of capital:
Financial Advisor and Sponsor
Seller Buyer Deal
IPO: Financial advisor and
Sponsor
IPO: Financial advisor and
Sponsor
IPO: Financial advisor
IPO: Global Coordinator and
Sponsor
Seller Buyer Deal
Rise of capital:
Financial Advisor and Sponsor
Rise of capital:
Financial Advisor and Sponsor
Acquisition 100% of PharmaSoft
Acquisition 100% of Finanza &
Gestione
IPO: Global Coordinator and
Listing Partner
Seller Buyer Deal
Seat PG. Acquires 100% of
Consodata through OPA
Value of Deal = € 450 Mln
Auction sale for buying 100%.
Equity capital worth € 130 Mln
Hal Investments -> Audionova
Group
Value of Deal = € 18 Mln
Invest Industrial acquires 80% of
Castaldi Illuminazione. Value of
Deal = € 18 Mln
Consodata acquires 100%
Pubblibaby SpA from shareholders
Auction sale for 100% of Buffetti
Group. Offer = € 73
Mln
2. Track Record
Management Team Arkios Italy
Seller Buyer DealSeller Buyer Deal
Arkios Partners have a
consolidated experience
in M&A and financial
operations.
They have assisted and
closed Large Deals
either for small and
medium size enterprises
or for Top Groups which
are listed on the Stock
Exchange.
We are characterized for
our particular attention
to the industrial value of
(financial) operations, a
strong human
relationships and the
deep understanding of
the strategic goals of
the firm and Customers’
needs.
3. About us
Arkios Italy
3. About us…
Financialcommunity Awards 2015: Arkios Italy Team M&A of the Year
Arkios Italy rewarded as the emergent M&A Team of the
year
at the Financecommunity Awards 2015
Arkios Italy is rewarded as the emergent M&A Team of the
Year at the Financialcommunity awards 2015, in an event
with the participation of more than 600 people in the splendid
scenario in the Museo Diocesano in Milan.
The great participation and the success of such an event are a
tangible signal that the Financialcommunity Awards, created to
reward the excellences in the financial sector, are an Award
aspired by everybody.
Participation at the Financecommunity Awards 2015
Arkios Italy
3. About us
BeBeez – PE Labellers-Pro Mach Group Inc. Milano Finanza – Cirani, important mandates
Sole24ore – Warren Buffet/ArkiosSole24Ore – ILSA-Biolchim Financecommunity – Ferraro
Sole24Ore – ILSA-Biolchim
Polimerica – PE Labellers-Pro Mach
Arkios Italy
Finanza & Diritto – Cirani’s interview Borsa Italiana – Arkios Advisor ASO
Graf Synergy –FOM Industrie Bimbo Store – Giochi Preziosi - Artsana Corriere – TMC – Dandong Xintai
Premiazione Financecommunity Awards
Financecommunity: Warren Buffet’s – Zephir
3. About us…
Arkios, an Independent among the Big ones of
M&A
Arkios Italy
3. About us…
Sole24ore - Bimbo Store - Preziosi Bimbo Store -Preziosi
Corriere Sera - Bimbo Store
Milano Finanza - Poligof Corriere Sera - Bimbo Store Corriere Sera - Bimbo Store
Sole24ore - Bimbo Store - PreziosiCorriere Sera – Poligof /21 Investimenti Financecommunity – Poligof /21 Invest. La Tribuna di Treviso – Poligof
Arkios Italy
Borsa Italiana - ASO
FinanceCommunity – GF SpA - LBO Borsa Italiana – ASO Sole24Ore – ASO
Finanza & Diritto – Video interview to Paolo Cirani
Giornale di Brescia - ASO Il Piccolo – SM FarmaceuticiReggionline – Medici Ermete Gazzetta di Reggio – Medici Ermete
3. About us…
Arkios Italy
3. About us…
Sole24ore - Bimbo Store MF - Bimbo Store
Corriere Sera - Bimbo Store Libero- Bimbo Store Il Mondo - Bimbo Store
Sole24OreFinanza & Diritto - Bimbo Store Comunicato Stampa – Doctor Dentist
Arkios Italy
La Libertà – Bordi/Wipak Finanza & Diritto – Bordi/WipakLa Libertà – Bordi/Wipak
European Plastic News –Bordi/Wipak Polimerica –Bordi/Wipak Packaging Europe–Bordi/Wipak Wipak – Press Release
3. About us…
Arkios Italy
La Libertà- Demaplast Press Release - DemaplastFinanza & Diritto - Demaplast Demaplast Giornale di Lecco - Grattarola
Milano Finanza Giornale di Brescia - GhidiniFinanza & Diritto – LucitaliaFinanza & Diritto – CAP-Var Group
3. About us…
4. Management Team
Arkios Italy
4. Management Team
IL TEAM ARKIOS ITALY
• Paolo Cirani – CEO
• Paolo Pescetto – President
• Alberto Della Ricca – Managing Partner
• Andrea Orsi – Partner & Relationship Manager
• Gabriele Rollo – Sr. Manager
• Massimo Giacomino – Sr. Manager
• Pierfrancesco Biglione – Principal (Turin Office)
• Jean Wang – Partner (Beijing Office)
• Hong Hong – CFO & Associate
• Giulio Laudani - Associate
• Andrea Demichelis – Sr. Analyst
• Veronica Cristofori - Jr. Analyst
• René Lundmark – Relationship Manager
• Ruggero Navarra - Relationship Manager
• Andrea Rossotti – Sr. Manager
• Panayiotis Hadjiandrea – Principal
Arkios Italy
4. Management Team
Paolo Cirani
Paolo Cirani
CEO
Paolo boasts more than 8 years of senior M&A experience as CEO and Founder of Arkios Italy, and
as Business Development & M&A in Seat Pagine Gialle Group (PG.MI), with the task of developing
and re-launching the Direct Marketing Division, dealt with the acquisition of the listed Consodata S.A.
(now belonging to the Acxiom Corporation: NASDAQ: ACXM – value of the operation € 450
million), and the acquisition of several other companies.
He assisted to several M&A operations, either within the Seat PG Group, or as Advisor of
several Private Equity Funds. This from acquisition, selection of targets, due diligence
management, until negotiation and conclusion of deals
Before these experiences Paolo had 10 years experience in Strategic Consulting (Gemini Consulting
and Ernst & Young), and he has subsequently covered relevant management roles in different
Groups, as Business Development manager.
He also covered the CEO role of a service company
He has been working along with entrepreneurs for years, supporting them during the most important
strategic choices, from the research of investors/partners to complex corporate operations. He is
particular mindful of Entrepreneurs’ needs and the ‘industrial value’ of the operations.
Business & Finance Degree, studied in Italy and in Netherlands
Arkios Italy
4. Management Team
Paolo Pescetto
Paolo Pescetto
President
University Professor of Business Strategy at MIP (Milan Polytechnic School of Management) and
Genoa University.
More than 15 years of experience in Strategy Consulting, mainly with The Boston Consulting Group
and with Value Partners (Italian spin-off of McKinsey), with a consolidated experience in Private Equity.
Assisted to several deals, acting on behalf of the major Italian and European Private equity Funds.
Among them the acquisition of MAC (value of the operation € 130 mln), Castaldi Illuminazione (€ 22
mln), Audionova (€ 18 mln).
Exclusive advisor for Evolution Investments S.p.A, a Milan based luxury holding with investments in
France and Italy.
Previously CEO of a medium size firm, he has been working along with Entrepreneurs, supporting them
during the most important strategic choices, from the research of investors/partners to the achievement
of complex corporate operations.
Paolo has a solid experience in corporate deals, and he deals with – for many SMEs – restructurings
aimed at searching investors and to maximize the enterprise value for the Owners.
Graduated in Business Economics at Bocconi University, he also works as Chartered Accountant and
Auditor, being auditor in important enterprises.
Arkios Italy
4. Management Team
Alberto Della Ricca
Alberto
Della Ricca
Managing Partner
Alberto is Arkios Italy Partner since 2010 and Associate since 2011.
Previously he worked for 10 years at Interbanca, the Investment Bank of the Banca Antoveneta Group
(former ABN Amro), where he took part of many Corporate Finance operations, among which IPO of
Acegas (a multi-utility company in Trieste), Banca Antoveneta, Sorin (medical tecnologies) and
TerniEnergia (renewable energy), as well as operations of capital increase of some public companies:
Banca Antoveneta, Fin.part (luxury holding), Intek (financial holding), Snia (chemical sector) and
Tecnodiffusione (IT products)
In these years he has assisted several companies, like SicurGlobal (private vigilance), Retelit (TLC
operator) in particular attempting to acquire Metroweb (the optical fibre network in Milan, during the era
of AEM’ ownership), Valvitalia (oil&gas systems), LPE (microelectronics industry), Volare Group (airways
company) and Olidata (IT products).
He had some experiences at Banca Agricola Milanese (BPM Group), and Gestnord Intermediazione
SIM.
Alberto is graduated in Business Management at Bocconi University, with major in Corporate Finance.
4. Management Team
Andrea Orsi
Gabriele Rollo
Andrea Orsi
Relationship Manager
Graduated in Business Economics at Piacenza University, he has a long and attested experience as
Relationship Manager. He attended a Master in Business Administration at MIP and different courses with
AIFI.
Since 2009 he is the Relationship Manager of Arkios Italy, in coordinating a group of agent.
In 2011 he became an associate of Arkios Italy.
Gabriele Rollo
Manager
Graduate in Master of Science in Finance at Bocconi University, he is a Manager of Arkios.
He has worked as a Consultant in Global Strategy, by carrying out Business Development, Turnaround and
Business Due Diligence on behalf of the primary SMEs and Italian and Pan-European Private Equity Firms,
mainly across Chemical and Pharmaceutical industry.
He previously covered the role of Analyst in BNP Paribas and Associate in Compagnie Européenne de
Développement, by working on several M&A deals in Italy and abroad (France, Poland, Brazil).
Gabriele has consolidated skills and experiences in Financial Analysis, Business Analysis and Financial
Modeling.
Arkios Italy
4. Management Team
Massimo Giacomino
René Lundmark
Degree in Economics & Business at University of Parma, Massimo matured a consolidated experience
in advisory for M&A deals with particular focus on Mid Market. He has handles deals in different
sectors, such as Fashion, Industrial and Business Services, by assisting family-run companies,
industrial groups and financial players in domestic and international transactions, in acquiring
competencies in financial and business analysis.
Previously since 2000, Massimo worked with Cross Border, primary Italian independent financial
consulting firm, where he participated to numerous Corporate Finance deals, among them: Ecotechnics
Spa - Snap On (Automotive), Boccaccini Spa – Sator Private Equity (Fashion), Gruppo Diamont - Yarpa
S.p.A. and LBO France (Industrial e Business Services), Millefiori Spa - Assietta Private Equity
(Consumer) OML Morando Spa - Dynamic Technologies (Gruppo Raco) (Automotive).
Pricipal in Arkios Italy since February 2015.
Massimo Giacomino
Principal
René Lundmark
Relationship Manager
René has an experience of over 5 years in M&A matured in the last 2 years at Arkios, and in two M&A
Boutiques in Switzerland, focused on Start-Ups and SMEs (Medigest SA & Lombard Network).
At Lombard Network René has served as Associate in the M&A Equity Advisory division. He was in
charge of the deal origination & execution, as well as of IRs.
René along his career has always been in change for the business development (origination,
Investor Relations) activity and mandate execution (Info Memos, Teasers, etc. elaboration),
maturing a consistent skill in Business Model Analysis & Presentation, Business Planning and Valuation
Models (Enterprise/Equity Value). Before, René had an experience in Audit, at
PricewaterhouseCoopers SA, Lugano, in the Financial Services division.
Graduated in Economics in 2007 at USI (Lugano) & Postgraduate School of Economics & International
Relationships (Milan), René specialized on private equity topics in his thesis (supervised by Raffaele De
Courten, Alto Partners SGR), and attending to 2008-yearly AIFI convention.
Arkios Italy
4. Management Team
Hong Hong - Giulio Laudani – Andrea Demichelis
Hong Hong
Associate Graduate in Master of Science in Finance at Bocconi University, she covers the role of Sr. Analyst in
Financial and Business Analysis and Financial Modeling.
Born in China and Chinese speaking, she studied in Italy and Canada.
Giulio Laudani
Associate
Graduate in Master of Science in Finance at Bocconi University, Giulio has gained a significant experience
in M&A, as well as in Debt Origination deals. He is mainly specialized in Automotive and Industrial
sectors.
Previously worked together with Alantra, a leading European group specialized in financial consultancy,
then with Fante since 2016, an independent advisory Italian company.
Among the most significant deals he worked for: Olicar-Manitalidea (2016), sale of Lames SpA to the
Japan-Korean Group H-Lex (2016), sale of Nuvò to the Group H-farm and the listing process to the AIM
segment (2015), sale of Petrol Raccord (2014)
Associate of Arkios Italy since June 2017
Andrea Demichelis
Analyst
Graduate in Accounting, Finance & Control at Bocconi University, Andrea covers the role of Analyst in
Financial and Business Analysis and Financial Modeling.
Arkios Italy
4. Management Team
Pier Francesco Biglione - Andrea Rossotti
Pier Francesco
Biglione
Turin Office
Principal
Pier Francesco began his career in the Banking Industry (Unicredit Bank, formerly Banco di Roma),
where, over the years, he has been trained for all the banking activities. Since 1998 held positions of
product manager, manager for Corporate Customers and Branch Manager. After working in the Banking
Industry, he covered the role of CEO in Rayonics International Italy, a company operating in the X-Ray
machines for quality control in food sector, and in Leaf Investments Ltd, in the Private Equity Sector,
and before he covered the role of Chief Financial Officer for several Italian and international companies.
Since 2012, he practices in Corporate and finance Consulting, acting on behalf of International Companies
on projects of Mergers & Acquisitions, Financial Restructuring, Turnarounds, Joint Ventures and in the
context of some of these projects takes direct responsibilities as CEO or CFO (temporary manager).
Over 20 years of experience in the Banking, Financial Sector and Manufacturing and knowledge of the
cornerstones of business management allow him to give an added value to the consultancy where he used
to work shoulder to shoulder with the board in situations often not simple or ordinary.
He worked in UK, Ireland and India.
Graduated in Engineering & Management at Genova University, he attended M&A and Project Financing
Master at LUISS Guido Carli in Rome.
Advisor for the holding Evolution Investments SpA in the acquisition of Maitre Parfumeur et Gantier Brand,
as well as for the company Parfums et Sillages SA, of which he was also the General Manager.
Andrea has a consolidated competence in Financial Analysis, Business Analysis and Financial Modeling. He
boasts a significant experience in Italian SMEs, thanks to some experiences in corporate restructuring and
turnaround operations. In 2011 he became an associate of Arkios Italy.
Andrea Rossotti
Manager
Arkios Italy
4. Management Team
Jean Wang
Jean Wang
Partner
Responsible for Asia-Pacific
Corporate Finance
Arkios Italy
Beijing Office
Jean has more than 15 years dedicated experience on M&A practices especially cross-border M&As
with strong track record, being both a Fortune 500 MNC in-house M&A professional as well as a Senior M&A
banker at BNP Paribas one of the most important International Investment Bank. Her hands-on M&A
positions of domestic consolidation and cross-border M&A have fully covered the whole chain of M&As from
strategy formulation, opportunities screen, execution and Post-Merger Integration as well post investment
management.
Meanwhile, with the integrated combination of an industrial M&A professional and a senior M&A banker,
Jean has developed solid industry knowledge and deep inside insights and key decision-making process on
different types of investors including POE, SOEs, and PEs etc. which greatly empowers her capability of
managing and coaching the investors’ expectation during the complicated cross-border M&As. She
especially excels in developing M&A transaction rationale, synergy models/valuations and PMI plan or
restructuring plan, cross-culture investor community communicating and transaction gap-bridging under
strict pressure and timeline, decisive and skillful in process management for complicated cross-border M&A
with results delivered.
She has especially developed notable record of being buy-side financial advisor, averagely one deal closed
one year in a few past years. She primarily focuses on industrials & chemicals sector, i.e. Industrial capital
machinery and equipment, Industrial precision engineered systems; Automotive and key components;
Cable & Electrics, Aerospace/Aviation; Crop protection, Fluorine chemical, Phosphate chemical etc.;
Pharmaceutical; And MNCs two-way M&A activities including divest and come-in-China etc.
Graduated in MBA at University of Saskatchewan, Canada and in B.A. of Science of Pharmacy, China
Pharmaceutical University, China.
Arkios Italy
4. Management Team
Panayiotis Hadjiandrea
Panayiotis
Hadjiandrea
Principal
Panayiotis has a 30-year experience in Corporate Consultancy and Business Management.
After the graduation with best scores in Economy and Commerce at the University of Turin in 1981 and
the Postgraduate degree in Business Management at ISVOR-FIAT in Turin, he worked for many years
in Management Consultancy and Auditing, in covering the role of Manager at KMG (currently KPMG),
looking after several projects of Audit, Restructuring and Turnaround in Italy (Traforo del Frejus,
Lucchini Siderurgica, Italkali, Morando Impianti, AVIR, BORMA etc).
In the following years he covered, through his own consultancy company, several roles of CEO and/or
Manager and/or Sales Manager (Igeco Consulting srl, Grand Soleil Milano, D&B Impianti -
Gruppo Demont, Vancini, etc.) with purpose of restructuring, reconversion and company
development.
Expert in the strategic choices fully supporting entrepreneurs of SMEs, Panayiotis has a consolidated
experience in corporate restructuring with 3rd parties finance, as well as in planning and optimization
of financing resources, necessary for the development with particular focus on
Industrial/Manufacturing, Textile, Tourism/Travels
5. Why an Advisor
Arkios Italy
The company is a
complex, living
and in continuing
evolution reality.
When an
entrepreneur
decides to open
the capital to
other partners
(industrial or
financial) a new
extraordinary
phase starts in its
life.
In order to grow in a well-balanced way
• To find a partner who supports the company in its growth process, to reach those goals that
the entrepreneur alone would not be able to reach, or by appealing the banking system
that is less and less supporting the growth.
• To improve the quality, by entering the capital market, in order to move to a next (and
obliged) step of the company life.
• To organize the company, in pursuing growth and success in international markets, by
making it more managerial, instead of fighting every day with credit institutions.
In order to face with more serenity an uncertain future, which will be even more
uncertain
• In phases of “generation change” broadly speaking, when the Entrepreneur, in a world in
continuing evolution – considers that it could be interesting in valuating synergies and
Industrial partners as alternative to an uncertain future.
• In order to handle phases of undelayable financial crisis, entering in growing realities
(international and not) which could relieve a company and personal situation without an exit
otherwise. Creating more value of what the Entrepreneur has created until now.
5. Why an Advisor
Why to open the capital to third parties
Arkios Italy
5. Why an Advisor
Unique competencies in the service of the Entrepreneur
Understanding
motivations, defining
the deal type,
coherent with pursued
purposes, identifying
features of people
proper to be investors,
defining the way to
involve the
management in the
project, identifying the
suitable moment in
which start/execute
the deal, preparing all
the necessary
documentation in
order to allow
investors to examine
the opportunity,
prefiguring a correct
scenario of
expectations on
market terms and
conditions for the
deal…
…and much more.
“Why should I address to an Advisor? Who knows better than me the sector in which I work?
Does it make sense to spend money when you can do the same job by yourself, if anything
addressing your own accountant or lawyer?”
Actually, specific and highly specialized and professional competencies are required, in
business analysis, technicalities of analysis and company valuation, negotiation abilities, and
interaction capability with competent counterparties as well, in addition to competencies in
terms of company management, law and taxations, as well as abilities of connection and
availability of a contact network at national and global level, in order to maximize the
opportunity in identifying possible counterparties interested in the deal.
The entire process is conducted by playing a close team play in which, together with the
Advisor, other different experts are involved, e.g. accountant, fiscal advisor, legal advisor,
experts in due diligence, etc. The Advisor must therefore be able to play the role of
director, coordinating all the resources.
Arkios Italy
5. Why an Advisor
The Role and full Support of an Advisor, through an ongoing assistance in
each phase of the process
NegotiationNegotiation
DocumentationDocumentation
Contacts with Counter-partsContacts with Counterparties
Management of ProcessManagement of Process
n Control of timing and respect of
the the entire process
n Management of all the parts
involved in the process (e.g.
chartered accountant, lawyers,
etc.)
Ongoing assistance at
every stage of the process
Ongoing assistance at
every stage of the process
Structuring of the OperationStructuring of the Operation
n Price
n Investment Contract
n Shareholder agreements
n Put&Call Options
n Definition of best financial structure
for the Transaction
n Preliminary Evaluation
n “Value Driver” definition
n Preliminary inquiry & Selection
of potential Investors
n Management of the entire
relationship with counter parts
n Pre Due Diligence
n Blind Profile, Teaser
n Information memorandum
n Preparation to Due Diligence
n Management presentation
n Press release
Arkios
CLIENT
Arkios Italy
5. The Process (1/3)
From preparation of documents to preliminary interests
c.a. 60-50% of them reply that they could be interested and request more information
Documents
preparation
• Meetings with Shareholders/Management in order to know: 1. Company; 2.
Market; 3. Positioning; 4. Economic/Financial Situation; 5. Key Investment
 Please see the example
• Blind Profile (short document which shows Company/Market/Positioning of
the Target Company and the Investment Rationale
• Preparation of Investor List (Analysis of market, competitors, discussion with
Shareholders -> circa 30 Industrial Players, circa 5/7 Funds)
• Sending Blind Profile to Investors -> Contacts/Mails/Calls with possible
investors for preliminary poll
Contacts with
possible
Investors
• Request of NDA to Investors (Confidentiality of data) & Acceptance of NDA
• Sending of Teaser (more detailed document with more relevant information)
Preliminary
interests
Arkios Italy
5. The Process (2/3)
From the preliminary interests to the acceptance of one or more Letters of Intent
Interest Confirmation (c.a. 60-50%)
Request of LOI
• LOI (Letter of Intent) -> at the END, ADVISOR REQUESTS THE LOI, which
confirms what is stated/written between Investor-Advisor-Entrepreneur in a
document (pre-contract)
• BUSINESS DUE DILIGENCE:
• Investor starts full analysis on Target – Advisor answers to all his requests
• Sector/Market Analysis
• Company Analysis: positioning, Economic/Financial Data, Strengths/weaknesses
• Competition Analysis
• Business Plan: adequacy, sensitivity analysis, projections, basic hypotheses, etc..
• Others…
• Several meetings between Potential Investor and Entrepreneur
• NEGOTIATION Advisor starts indicating to Investor the perimeter of the Deal
(valuation, control, etc… ) and “negotiating”
Business Due
Diligence
manifestazioni di
interesse
Preliminary
interest
• Request of NDA to Investors (Confidentiality of data) & Acceptance of NDA
• Sending of Teaser (more detailed document with more information)
Arkios Italy
5. The Process (3/3)
From the choice of Investor to the contracts signing
LOI acceptance
• Advisor (and Entrepreneur) receive the LOI (usually at least 3)
• Valuation, Operation Structuring, Timing, Governance, etc. [«preliminary»]
• Advisor and Entrepreneur value all pros and cons of each LOI
Choice of Investor • LOI ADJUSTMENT = NEGOTIATION!!
• In function of several parameters Entrepreneur accepts a LOI and an exclusivity period
• DUE DILIGENCE Accounting/Fiscal/Legal by the Investor
1. Arkios Italy handles all the Due Diligence procedure, (24h/24, with stable
presence of an expert Senior Analyst in order to “counterbalance” the auditors
2. Coordinates and gather all documentation
• Questions to the Entrepreneur’s consultants (Accountant; Fiscal expert, Lawyer)
3. Data Room management: No accounting/fiscal/legal document is
delivered before to be controlled by Arkios!
4. End Due Diligence: possible NEGOTIATION on different elements
Due Diligence
• Support of Advisor in the writing of contracts (agreements, SPA, shareholders
agreements, Financing contracts, warranties and mechanisms, etc…)
• TRANSACTION CLOSING
Writing of
contracts
Arkios Italy
Contacts
Arkios Italy S.p.A.
Alberto Della Ricca
Partner
 + 39-347.22.03.181
 alberto.dellaricca@arkios.it
Paolo Cirani
CEO
 + 39-335.68.40.737
 paolo.cirani@arkios.it
Paolo Pescetto
President
 + 39-334.66.54.116
 paolo.pescetto@arkios.it
Andrea Orsi
Partner & Relationship Manager
 + 39-338.35.62.005
 andrea.orsi@arkios.it
For any further information, please contact

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Arkios Italy Company Presentation [ENG] - September 2017

  • 1. Arkios Where Finance meets Corporate Strategy Arkios Italy S.p.A. Milan, London, Beijing, Dubai, Stockholm, Lugano, Berlin, Madrid, Mumbai, Houston, Tel Aviv, Singapore, Melbourne
  • 2. Alongside the Entrepreneur Arkios Italy S.p.A. is an M&A Independent Advisor boutique specialised in providing M&A advisory services, strategy consultancy and raising capital to middle-sized companies with distinctive competencies in corporate finance and strategic consultancy Partner of Arkios Ltd. network, member of the London Stock Exchange and regulated by the Financial Services Authority
  • 3. Arkios Italy Table of Contents 5. Why an Advisor – His Role 2. Track Record 3. About Us 1. Arkios Italy 4. Management Team
  • 5. Arkios Italy 1. Arkios Italy Arkios Italy is an Independent Advisory Firm specialized in providing Consultancy services for M&A operations Born to support Italian Small and Medium (SME) size companies for seeking investors and raising equity capital. Strongly focused on the ‘industrial’ aspects of the deal, with high knowledge of Financial strategy Arkios Italy is part of the Network of Arkios Ltd, a Member of the London Stock Exchange Arkios Italy is an Independent Advisory Firm and Management Consulting Boutique, specialized in providing services regarding M&A Advisory, Strategy Consultancy, Raising Capital, IPO, Minibond issue, to Medium- sized companies. Arkios Italy works as an Advisor both on the “Buy-side” and the “Sell-side” (hence, Arkios supports both sellers and acquirers) and in IPO operations by supporting companies who are going to list. Arkios Italy acts as ‘preferred’ and long-term relationships with the main P.E. Funds operating with small and medium enterprises, both Italian and International. Our focus is to give full corporate advice to small and medium enterprises, listed and not listed, developing strategies to maximize the value of each deal. Our Partners has a consolidated know-how in M&A deals, Corporate Finance, raising of equity capital, extraordinary financial operations and strategic consultancy, in addition to administration and legal assistance. Arkios Italy is part of the Network which includes 13 branches and partners in: Italy, UK, Switzerland, Sweden, China, UAE, Germany, Spain, United States, India, Israel, Singapore and Australia. Arkios Italy works in collaboration with Professors of Milan Polytechnic University, and MIP (Milan Polytechnic School of Management).
  • 6. Arkios Italy 1. Arkios Italy Our Offices Milan Houston Beijing London Lugano Tel Aviv Berlin Stockholm Melbourne Singapore Dubai Madrid Mumbai Arkios has a consolidated international presence, with a network of offices in 13 countries, in Europe, Asia and America. • Milan • London • Dubai • Stockholm • Beijing • Lugano • Berlin • Madrid • Mumbai • Houston • Tel Aviv • Singapore • Melbourne
  • 7. Arkios Italy * Advisor Indipendente: Advisor non parte di un Gruppo Bancario e/o di un Gruppo di Revisione Arkios Italy, with 13 Deals successfully closed in the 1Q 2017, according to the prestigious Thomson-Reuters Report, confirms as: 7°Advisor on the Italian market 1°Independent Advisor on the Italian market in the Small/Medium-Cap M&A, for the number of closed deals. Arkios Italy is competing with prestigious names like Rothschild, Unicredit, Mediobanca and Banca IMI, by positioning as the 1° one among Independent Advisors. It comes first International brands like Lazard, Goldman Sachs, Merrill Lynch, UBS, Deutsche Bank and Italian ones like Vitale & Associati, Ethica, K Finance and many more. Besides, in November 2015 Arkios Italy is rewarded as M&A Team of the Year at the Financecommunity Awards 1. Arkios Italy: the first Italian Independent* Advisor, according to the prestigious ranking of Thomson-Reuters
  • 8. Arkios Italy • Full assistance & Structuring of M&A deals (sell-side and buy-side) o research and selection of Financial Investors (Private Equity Funds, Investment Holding) and Industrial Investors (Industrial players with synergies, Multinationals, etc.) o Development – together with Customers- of an effective and real strategy of M&A. Definition of how to maximize the enterprise value and how to structure of the operation, focusing on an adequate M&A strategy. o Creation and prearrangement of all the information which are necessary to support the deal o Identification of the Investment Rationales and strengths & weaknesses of the operation o Economic, Financial, Strategic analysis, with market positioning analysis and a sound business plan preparation o Constant support during the whole negotiation process by coordinating with the external due diligence. Legal, Fiscal, Administrative consultants are coordinating among them. • Support to listing on the Stock Exchange through IPO o Preparation of Listing Prospect, definition of Business Plan and Equity Story construction o coordination of all involved people (NomAd, legal/accounting and fiscal advisors, Global Coordinator) until IPO • Structuring of a Minibond issue: Preparation and draft of the Prospect, Valuation, Rating Attribution, Selection and Choice of Collaborators/Underwriters, Allocation (Specialized funds and/or Banks), with the support of an integrated team of Legal Advisors /Rating Provider • Debt Restructuring & Renegotiation: Management of Financial Distress situations, structuring of a business plan and the related Financial operation, Integration of a M&A strategy, search of an Investor, in parallel with the process management Arkios Italy pays a great attention to the industrial value and the uniqueness of their Costumers. Arkios Italy understands, creates, shows and communicates to selected investors the structure of the Operation in order to maximize the value: for the company and the entrepreneur. 1. Arkios Italy M&A: focus on the ‘Industrial value of the Customer – M&A, IPO and Debt Restructuring
  • 9. Arkios Italy Finanza & Diritto – Interview to Cirani Sole24Ore – Arkios Advisor ILSA-Biolchim Bimbo Store – Giochi Preziosi - Artsana Corriere – TMC – Dandong Xintai Premiazione Financecommunity Awards Warren Buffet’s – ZephirPE Labellers – Pro Mach Group Inc. 1. What Newspapers and Media say about us Arkios, an Independent among the Big ones of M&A
  • 11. Arkios Italy 2. Track Record Arkios Italy – M&A More than 40 M&A deals from 2009 to date… with International and Italian Investors
  • 12. Arkios Italy 2. Track Record Arkios Italy Biolchim SpA acquired 60% of ILSA SpA, leader in development and production of special Fertilizers and Biostimulants for the ‘Crop Protection’ Arkios Advisor of ILSA S.p.A. The Private Equity Europe Capital Partners VI acquired 100% of Industria Alimentare Ferraro, producer of Egg Pasta for Food Multinationals and Private Label Arkios Advisor of Industria Ferraro Marmon Holding Inc., a Warren Buffet’s Berkshire Hathaway Company acquired 100% of Zephir SpA Produttore Italiano di Locotractors Arkios Advisor of Marmon Inc. The American Group Pro Mach, Inc. acquired 100% of P.E. Labellers Group, the Italian leader in production of rotative and linear labelling machines Arkios Advisor of P.E. Labellers
  • 13. Arkios Italy 2. Track Record Arkios Italy CABI acquired 100% of Taglio Robot Srl, a company specialized in design and production of Machinery of Robot Automation Arkios Advisor of Taglio Robot Srl Buffetti SpA acquired 100% of PA Digitale SpA, leader in the digitalization of process and documents for the Public Administration Arkios Advisor of PA Digitale S.p.A. FOM Industrie SpA (Aluminum and PVC working machinery) acquired 40% of Graf Synergy SpA, producer of machines fo PVC frames Arkios Advisor of Graf Synergy S.p.A. Dandong Xintai Electric Listed in China (300372.SZ) Acquired Assets of TMC Italia SpA Italian Cast Resin Transformer manufacturer Arkios Advisor of TMC Italia S.p.A.
  • 14. Arkios Italy 2. Track Record Arkios Italy Capardoni 1947 acquired the absolute majority of Eurasia 2020 Spa, production and distribution company of accessories for auto and kids with Walt Disney brand and others Arkios Advisor of Eurasia 2020 S.p.A. 21 Investimenti Fund acquired the majority stake of Poligof SpA (Sales 100 Mio), European Leader in PVC backsheet film per for diapers/feminine hygiene Arkios Advisor of Poligof S.p.A. Greenled Industry SpA - Italeaf Group (NASDAQ-NDAQ: ITAL SDB), Gruppo Terni Energia acquired strategic assets of IBT Lighting Arkios Advisor of Greenled S.p.A. The Group Giochi Preziosi acquired from Quadrivio SGR the 100%-stake of Bimbo Store SpA, Retail Chain specialized in Early Childhood Arkios Advisor of Bimbo Store S.p.A.
  • 15. Arkios Italy 2. Track Record Arkios Italy The Group Giochi Preziosi acquired from Quadrivio SGR the 100%-stake of Bimbo Store SpA, Retail Chain specialized in Early Childhood Arkios Advisor of Bimbo Store S.p.A. Sinergie, communication company B2B and B2C, and 101%, agency of digital production, created ISNT, a joint-venture active in web- marketing Arkios Advisor of Sinergie Taraka TTP acquired Assets and the Brand of Parfumes et Sillages Sarl operating in the sector of Luxury Perfumes Arkios Advisor of Parfumes et Sillages CR Holding, controlled by LBO Italia, acquired GF SpA, leader in the control process automation in the Pharmaceutical sector Arkios Advisor of GF S.p.A.
  • 16. Arkios Italy 2. Track Record Arkios Italy A Group of Private Investors underwrote a capital increase in Eurasia SpA leader in the distribution of accessories for automobiles/kids Arkios Advisor of Investitors Consorzio Alte Groane acquired the 100%- stake of Accisa S.p.A., company operating in the construction sector Arkios Advisor of Accisa S.p.A. CEVICO Group acquired the 49%-stake in Medici Ermete, Winery leader in the production of top-quality Lambrusco Wine Arkios Advisor of Medici Ermete The Chinese Multinational Target Lighting acquires Fama srl, producer of components for furniture Arkios Advisor of Target Lighting
  • 17. Arkios Italy 2. Track Record Arkios Italy ASO Siderurgica acquired 100% di Cromsteel Industries, leader player of Chrome Bars for hydraulic industry Arkios Business Advisor of ASO LBO Italia signed a Capital Increase in Doctor Dentist, a Retail Chain of Dental Clinical Centers Arkios as Advisor of Doctor Dentist SM Farmaceutici sold 100% of the Trieste Business Unit to Ukrainian investors, related to Yuria Pharm Pharmaceutical Group Arkios Advisor of SM Farmeceutici Greenfluff – treatment, conditioning, recovery and disposal of fluff Arkios as Advisor for Debt Restructuring
  • 18. Arkios Italy Everlight - Multinational in the Lighting sector - acquired 100% of Ghidini Lighting, in the outdoor lighting sector Arkios Advisor of Everlight 2. Track Record Arkios Italy Everlight - Multinational in the Lighting sector - acquired 100% of Lucitalia, historic Decorative lighting company Arkios Advisor of Everlight Eurasia – leader in the distribution of accessories for auto/kids In procedure of Debt Restructuring Arkios as Advisor for Debt Restructuring Wipak Group, Division of the Wihuri Oy Group acquired 100% of Bordi Carlo, player in the Pre-Formed Flexible Packaging Arkios Advisor of Bordi Carlo
  • 19. Arkios Italy Palladio Finanziaria has underwritten a Capital increase in the Group, player in the Management of Penny Arcades Arkios as Advisor of Real Games 2. Track Record Arkios Italy Quadrivio underwrote a Capital increase for the development in Bimbo Store, a Retail Chain specialized in Early Childhood Arkios as Advisor of BimboStore JV between CAP Divisione Servizi Infrastrutturali and VAR Group through cross participation of 5% Arkios as Advisor of CAP 100% sale of Animal – ID, a business branch of Demaplast, to the Swiss multinational Datamars S.A. Arkios Advisor of Demaplast S.r.l
  • 20. Arkios Italy Capital Increase for the development by a group of investors in Boatyard Blu Martin Arkios as Advisor for the parties 2. Track Record Arkios Italy Sale of 70% (30% later) of Grattarola to a Private Investor Arkios as Advisor of Grattarola S.p.A Equilybra Capital Partner has acquired 20% in PSM - Advertising – New Media (2010 = €12 M) with investment of € 4 M. 1 sui Motori is today listed on AIM Arkios as Advisor of 1st SuiMotori S.p.A Financing to the start-up of Prisma Energy Arkios Advisor of Evolution Investments
  • 21. Arkios Italy Seller Buyer Deal IPO,Value = € 1 Bln. Business Due Diligence. Partner: Mediobanca and Lazard Acquisition of 100% of Domino Research Acquisition 100% DWI Rise of capital: Financial Advisor and Sponsor Rise of capital: Financial Advisor and Sponsor Rise of capital: Financial Advisor and Sponsor Seller Buyer Deal IPO: Financial advisor and Sponsor IPO: Financial advisor and Sponsor IPO: Financial advisor IPO: Global Coordinator and Sponsor Seller Buyer Deal Rise of capital: Financial Advisor and Sponsor Rise of capital: Financial Advisor and Sponsor Acquisition 100% of PharmaSoft Acquisition 100% of Finanza & Gestione IPO: Global Coordinator and Listing Partner Seller Buyer Deal Seat PG. Acquires 100% of Consodata through OPA Value of Deal = € 450 Mln Auction sale for buying 100%. Equity capital worth € 130 Mln Hal Investments -> Audionova Group Value of Deal = € 18 Mln Invest Industrial acquires 80% of Castaldi Illuminazione. Value of Deal = € 18 Mln Consodata acquires 100% Pubblibaby SpA from shareholders Auction sale for 100% of Buffetti Group. Offer = € 73 Mln 2. Track Record Management Team Arkios Italy Seller Buyer DealSeller Buyer Deal Arkios Partners have a consolidated experience in M&A and financial operations. They have assisted and closed Large Deals either for small and medium size enterprises or for Top Groups which are listed on the Stock Exchange. We are characterized for our particular attention to the industrial value of (financial) operations, a strong human relationships and the deep understanding of the strategic goals of the firm and Customers’ needs.
  • 23. Arkios Italy 3. About us… Financialcommunity Awards 2015: Arkios Italy Team M&A of the Year Arkios Italy rewarded as the emergent M&A Team of the year at the Financecommunity Awards 2015 Arkios Italy is rewarded as the emergent M&A Team of the Year at the Financialcommunity awards 2015, in an event with the participation of more than 600 people in the splendid scenario in the Museo Diocesano in Milan. The great participation and the success of such an event are a tangible signal that the Financialcommunity Awards, created to reward the excellences in the financial sector, are an Award aspired by everybody. Participation at the Financecommunity Awards 2015
  • 24. Arkios Italy 3. About us BeBeez – PE Labellers-Pro Mach Group Inc. Milano Finanza – Cirani, important mandates Sole24ore – Warren Buffet/ArkiosSole24Ore – ILSA-Biolchim Financecommunity – Ferraro Sole24Ore – ILSA-Biolchim Polimerica – PE Labellers-Pro Mach
  • 25. Arkios Italy Finanza & Diritto – Cirani’s interview Borsa Italiana – Arkios Advisor ASO Graf Synergy –FOM Industrie Bimbo Store – Giochi Preziosi - Artsana Corriere – TMC – Dandong Xintai Premiazione Financecommunity Awards Financecommunity: Warren Buffet’s – Zephir 3. About us… Arkios, an Independent among the Big ones of M&A
  • 26. Arkios Italy 3. About us… Sole24ore - Bimbo Store - Preziosi Bimbo Store -Preziosi Corriere Sera - Bimbo Store Milano Finanza - Poligof Corriere Sera - Bimbo Store Corriere Sera - Bimbo Store Sole24ore - Bimbo Store - PreziosiCorriere Sera – Poligof /21 Investimenti Financecommunity – Poligof /21 Invest. La Tribuna di Treviso – Poligof
  • 27. Arkios Italy Borsa Italiana - ASO FinanceCommunity – GF SpA - LBO Borsa Italiana – ASO Sole24Ore – ASO Finanza & Diritto – Video interview to Paolo Cirani Giornale di Brescia - ASO Il Piccolo – SM FarmaceuticiReggionline – Medici Ermete Gazzetta di Reggio – Medici Ermete 3. About us…
  • 28. Arkios Italy 3. About us… Sole24ore - Bimbo Store MF - Bimbo Store Corriere Sera - Bimbo Store Libero- Bimbo Store Il Mondo - Bimbo Store Sole24OreFinanza & Diritto - Bimbo Store Comunicato Stampa – Doctor Dentist
  • 29. Arkios Italy La Libertà – Bordi/Wipak Finanza & Diritto – Bordi/WipakLa Libertà – Bordi/Wipak European Plastic News –Bordi/Wipak Polimerica –Bordi/Wipak Packaging Europe–Bordi/Wipak Wipak – Press Release 3. About us…
  • 30. Arkios Italy La Libertà- Demaplast Press Release - DemaplastFinanza & Diritto - Demaplast Demaplast Giornale di Lecco - Grattarola Milano Finanza Giornale di Brescia - GhidiniFinanza & Diritto – LucitaliaFinanza & Diritto – CAP-Var Group 3. About us…
  • 32. Arkios Italy 4. Management Team IL TEAM ARKIOS ITALY • Paolo Cirani – CEO • Paolo Pescetto – President • Alberto Della Ricca – Managing Partner • Andrea Orsi – Partner & Relationship Manager • Gabriele Rollo – Sr. Manager • Massimo Giacomino – Sr. Manager • Pierfrancesco Biglione – Principal (Turin Office) • Jean Wang – Partner (Beijing Office) • Hong Hong – CFO & Associate • Giulio Laudani - Associate • Andrea Demichelis – Sr. Analyst • Veronica Cristofori - Jr. Analyst • René Lundmark – Relationship Manager • Ruggero Navarra - Relationship Manager • Andrea Rossotti – Sr. Manager • Panayiotis Hadjiandrea – Principal
  • 33. Arkios Italy 4. Management Team Paolo Cirani Paolo Cirani CEO Paolo boasts more than 8 years of senior M&A experience as CEO and Founder of Arkios Italy, and as Business Development & M&A in Seat Pagine Gialle Group (PG.MI), with the task of developing and re-launching the Direct Marketing Division, dealt with the acquisition of the listed Consodata S.A. (now belonging to the Acxiom Corporation: NASDAQ: ACXM – value of the operation € 450 million), and the acquisition of several other companies. He assisted to several M&A operations, either within the Seat PG Group, or as Advisor of several Private Equity Funds. This from acquisition, selection of targets, due diligence management, until negotiation and conclusion of deals Before these experiences Paolo had 10 years experience in Strategic Consulting (Gemini Consulting and Ernst & Young), and he has subsequently covered relevant management roles in different Groups, as Business Development manager. He also covered the CEO role of a service company He has been working along with entrepreneurs for years, supporting them during the most important strategic choices, from the research of investors/partners to complex corporate operations. He is particular mindful of Entrepreneurs’ needs and the ‘industrial value’ of the operations. Business & Finance Degree, studied in Italy and in Netherlands
  • 34. Arkios Italy 4. Management Team Paolo Pescetto Paolo Pescetto President University Professor of Business Strategy at MIP (Milan Polytechnic School of Management) and Genoa University. More than 15 years of experience in Strategy Consulting, mainly with The Boston Consulting Group and with Value Partners (Italian spin-off of McKinsey), with a consolidated experience in Private Equity. Assisted to several deals, acting on behalf of the major Italian and European Private equity Funds. Among them the acquisition of MAC (value of the operation € 130 mln), Castaldi Illuminazione (€ 22 mln), Audionova (€ 18 mln). Exclusive advisor for Evolution Investments S.p.A, a Milan based luxury holding with investments in France and Italy. Previously CEO of a medium size firm, he has been working along with Entrepreneurs, supporting them during the most important strategic choices, from the research of investors/partners to the achievement of complex corporate operations. Paolo has a solid experience in corporate deals, and he deals with – for many SMEs – restructurings aimed at searching investors and to maximize the enterprise value for the Owners. Graduated in Business Economics at Bocconi University, he also works as Chartered Accountant and Auditor, being auditor in important enterprises.
  • 35. Arkios Italy 4. Management Team Alberto Della Ricca Alberto Della Ricca Managing Partner Alberto is Arkios Italy Partner since 2010 and Associate since 2011. Previously he worked for 10 years at Interbanca, the Investment Bank of the Banca Antoveneta Group (former ABN Amro), where he took part of many Corporate Finance operations, among which IPO of Acegas (a multi-utility company in Trieste), Banca Antoveneta, Sorin (medical tecnologies) and TerniEnergia (renewable energy), as well as operations of capital increase of some public companies: Banca Antoveneta, Fin.part (luxury holding), Intek (financial holding), Snia (chemical sector) and Tecnodiffusione (IT products) In these years he has assisted several companies, like SicurGlobal (private vigilance), Retelit (TLC operator) in particular attempting to acquire Metroweb (the optical fibre network in Milan, during the era of AEM’ ownership), Valvitalia (oil&gas systems), LPE (microelectronics industry), Volare Group (airways company) and Olidata (IT products). He had some experiences at Banca Agricola Milanese (BPM Group), and Gestnord Intermediazione SIM. Alberto is graduated in Business Management at Bocconi University, with major in Corporate Finance.
  • 36. 4. Management Team Andrea Orsi Gabriele Rollo Andrea Orsi Relationship Manager Graduated in Business Economics at Piacenza University, he has a long and attested experience as Relationship Manager. He attended a Master in Business Administration at MIP and different courses with AIFI. Since 2009 he is the Relationship Manager of Arkios Italy, in coordinating a group of agent. In 2011 he became an associate of Arkios Italy. Gabriele Rollo Manager Graduate in Master of Science in Finance at Bocconi University, he is a Manager of Arkios. He has worked as a Consultant in Global Strategy, by carrying out Business Development, Turnaround and Business Due Diligence on behalf of the primary SMEs and Italian and Pan-European Private Equity Firms, mainly across Chemical and Pharmaceutical industry. He previously covered the role of Analyst in BNP Paribas and Associate in Compagnie Européenne de Développement, by working on several M&A deals in Italy and abroad (France, Poland, Brazil). Gabriele has consolidated skills and experiences in Financial Analysis, Business Analysis and Financial Modeling.
  • 37. Arkios Italy 4. Management Team Massimo Giacomino René Lundmark Degree in Economics & Business at University of Parma, Massimo matured a consolidated experience in advisory for M&A deals with particular focus on Mid Market. He has handles deals in different sectors, such as Fashion, Industrial and Business Services, by assisting family-run companies, industrial groups and financial players in domestic and international transactions, in acquiring competencies in financial and business analysis. Previously since 2000, Massimo worked with Cross Border, primary Italian independent financial consulting firm, where he participated to numerous Corporate Finance deals, among them: Ecotechnics Spa - Snap On (Automotive), Boccaccini Spa – Sator Private Equity (Fashion), Gruppo Diamont - Yarpa S.p.A. and LBO France (Industrial e Business Services), Millefiori Spa - Assietta Private Equity (Consumer) OML Morando Spa - Dynamic Technologies (Gruppo Raco) (Automotive). Pricipal in Arkios Italy since February 2015. Massimo Giacomino Principal René Lundmark Relationship Manager René has an experience of over 5 years in M&A matured in the last 2 years at Arkios, and in two M&A Boutiques in Switzerland, focused on Start-Ups and SMEs (Medigest SA & Lombard Network). At Lombard Network René has served as Associate in the M&A Equity Advisory division. He was in charge of the deal origination & execution, as well as of IRs. René along his career has always been in change for the business development (origination, Investor Relations) activity and mandate execution (Info Memos, Teasers, etc. elaboration), maturing a consistent skill in Business Model Analysis & Presentation, Business Planning and Valuation Models (Enterprise/Equity Value). Before, René had an experience in Audit, at PricewaterhouseCoopers SA, Lugano, in the Financial Services division. Graduated in Economics in 2007 at USI (Lugano) & Postgraduate School of Economics & International Relationships (Milan), René specialized on private equity topics in his thesis (supervised by Raffaele De Courten, Alto Partners SGR), and attending to 2008-yearly AIFI convention.
  • 38. Arkios Italy 4. Management Team Hong Hong - Giulio Laudani – Andrea Demichelis Hong Hong Associate Graduate in Master of Science in Finance at Bocconi University, she covers the role of Sr. Analyst in Financial and Business Analysis and Financial Modeling. Born in China and Chinese speaking, she studied in Italy and Canada. Giulio Laudani Associate Graduate in Master of Science in Finance at Bocconi University, Giulio has gained a significant experience in M&A, as well as in Debt Origination deals. He is mainly specialized in Automotive and Industrial sectors. Previously worked together with Alantra, a leading European group specialized in financial consultancy, then with Fante since 2016, an independent advisory Italian company. Among the most significant deals he worked for: Olicar-Manitalidea (2016), sale of Lames SpA to the Japan-Korean Group H-Lex (2016), sale of Nuvò to the Group H-farm and the listing process to the AIM segment (2015), sale of Petrol Raccord (2014) Associate of Arkios Italy since June 2017 Andrea Demichelis Analyst Graduate in Accounting, Finance & Control at Bocconi University, Andrea covers the role of Analyst in Financial and Business Analysis and Financial Modeling.
  • 39. Arkios Italy 4. Management Team Pier Francesco Biglione - Andrea Rossotti Pier Francesco Biglione Turin Office Principal Pier Francesco began his career in the Banking Industry (Unicredit Bank, formerly Banco di Roma), where, over the years, he has been trained for all the banking activities. Since 1998 held positions of product manager, manager for Corporate Customers and Branch Manager. After working in the Banking Industry, he covered the role of CEO in Rayonics International Italy, a company operating in the X-Ray machines for quality control in food sector, and in Leaf Investments Ltd, in the Private Equity Sector, and before he covered the role of Chief Financial Officer for several Italian and international companies. Since 2012, he practices in Corporate and finance Consulting, acting on behalf of International Companies on projects of Mergers & Acquisitions, Financial Restructuring, Turnarounds, Joint Ventures and in the context of some of these projects takes direct responsibilities as CEO or CFO (temporary manager). Over 20 years of experience in the Banking, Financial Sector and Manufacturing and knowledge of the cornerstones of business management allow him to give an added value to the consultancy where he used to work shoulder to shoulder with the board in situations often not simple or ordinary. He worked in UK, Ireland and India. Graduated in Engineering & Management at Genova University, he attended M&A and Project Financing Master at LUISS Guido Carli in Rome. Advisor for the holding Evolution Investments SpA in the acquisition of Maitre Parfumeur et Gantier Brand, as well as for the company Parfums et Sillages SA, of which he was also the General Manager. Andrea has a consolidated competence in Financial Analysis, Business Analysis and Financial Modeling. He boasts a significant experience in Italian SMEs, thanks to some experiences in corporate restructuring and turnaround operations. In 2011 he became an associate of Arkios Italy. Andrea Rossotti Manager
  • 40. Arkios Italy 4. Management Team Jean Wang Jean Wang Partner Responsible for Asia-Pacific Corporate Finance Arkios Italy Beijing Office Jean has more than 15 years dedicated experience on M&A practices especially cross-border M&As with strong track record, being both a Fortune 500 MNC in-house M&A professional as well as a Senior M&A banker at BNP Paribas one of the most important International Investment Bank. Her hands-on M&A positions of domestic consolidation and cross-border M&A have fully covered the whole chain of M&As from strategy formulation, opportunities screen, execution and Post-Merger Integration as well post investment management. Meanwhile, with the integrated combination of an industrial M&A professional and a senior M&A banker, Jean has developed solid industry knowledge and deep inside insights and key decision-making process on different types of investors including POE, SOEs, and PEs etc. which greatly empowers her capability of managing and coaching the investors’ expectation during the complicated cross-border M&As. She especially excels in developing M&A transaction rationale, synergy models/valuations and PMI plan or restructuring plan, cross-culture investor community communicating and transaction gap-bridging under strict pressure and timeline, decisive and skillful in process management for complicated cross-border M&A with results delivered. She has especially developed notable record of being buy-side financial advisor, averagely one deal closed one year in a few past years. She primarily focuses on industrials & chemicals sector, i.e. Industrial capital machinery and equipment, Industrial precision engineered systems; Automotive and key components; Cable & Electrics, Aerospace/Aviation; Crop protection, Fluorine chemical, Phosphate chemical etc.; Pharmaceutical; And MNCs two-way M&A activities including divest and come-in-China etc. Graduated in MBA at University of Saskatchewan, Canada and in B.A. of Science of Pharmacy, China Pharmaceutical University, China.
  • 41. Arkios Italy 4. Management Team Panayiotis Hadjiandrea Panayiotis Hadjiandrea Principal Panayiotis has a 30-year experience in Corporate Consultancy and Business Management. After the graduation with best scores in Economy and Commerce at the University of Turin in 1981 and the Postgraduate degree in Business Management at ISVOR-FIAT in Turin, he worked for many years in Management Consultancy and Auditing, in covering the role of Manager at KMG (currently KPMG), looking after several projects of Audit, Restructuring and Turnaround in Italy (Traforo del Frejus, Lucchini Siderurgica, Italkali, Morando Impianti, AVIR, BORMA etc). In the following years he covered, through his own consultancy company, several roles of CEO and/or Manager and/or Sales Manager (Igeco Consulting srl, Grand Soleil Milano, D&B Impianti - Gruppo Demont, Vancini, etc.) with purpose of restructuring, reconversion and company development. Expert in the strategic choices fully supporting entrepreneurs of SMEs, Panayiotis has a consolidated experience in corporate restructuring with 3rd parties finance, as well as in planning and optimization of financing resources, necessary for the development with particular focus on Industrial/Manufacturing, Textile, Tourism/Travels
  • 42. 5. Why an Advisor
  • 43. Arkios Italy The company is a complex, living and in continuing evolution reality. When an entrepreneur decides to open the capital to other partners (industrial or financial) a new extraordinary phase starts in its life. In order to grow in a well-balanced way • To find a partner who supports the company in its growth process, to reach those goals that the entrepreneur alone would not be able to reach, or by appealing the banking system that is less and less supporting the growth. • To improve the quality, by entering the capital market, in order to move to a next (and obliged) step of the company life. • To organize the company, in pursuing growth and success in international markets, by making it more managerial, instead of fighting every day with credit institutions. In order to face with more serenity an uncertain future, which will be even more uncertain • In phases of “generation change” broadly speaking, when the Entrepreneur, in a world in continuing evolution – considers that it could be interesting in valuating synergies and Industrial partners as alternative to an uncertain future. • In order to handle phases of undelayable financial crisis, entering in growing realities (international and not) which could relieve a company and personal situation without an exit otherwise. Creating more value of what the Entrepreneur has created until now. 5. Why an Advisor Why to open the capital to third parties
  • 44. Arkios Italy 5. Why an Advisor Unique competencies in the service of the Entrepreneur Understanding motivations, defining the deal type, coherent with pursued purposes, identifying features of people proper to be investors, defining the way to involve the management in the project, identifying the suitable moment in which start/execute the deal, preparing all the necessary documentation in order to allow investors to examine the opportunity, prefiguring a correct scenario of expectations on market terms and conditions for the deal… …and much more. “Why should I address to an Advisor? Who knows better than me the sector in which I work? Does it make sense to spend money when you can do the same job by yourself, if anything addressing your own accountant or lawyer?” Actually, specific and highly specialized and professional competencies are required, in business analysis, technicalities of analysis and company valuation, negotiation abilities, and interaction capability with competent counterparties as well, in addition to competencies in terms of company management, law and taxations, as well as abilities of connection and availability of a contact network at national and global level, in order to maximize the opportunity in identifying possible counterparties interested in the deal. The entire process is conducted by playing a close team play in which, together with the Advisor, other different experts are involved, e.g. accountant, fiscal advisor, legal advisor, experts in due diligence, etc. The Advisor must therefore be able to play the role of director, coordinating all the resources.
  • 45. Arkios Italy 5. Why an Advisor The Role and full Support of an Advisor, through an ongoing assistance in each phase of the process NegotiationNegotiation DocumentationDocumentation Contacts with Counter-partsContacts with Counterparties Management of ProcessManagement of Process n Control of timing and respect of the the entire process n Management of all the parts involved in the process (e.g. chartered accountant, lawyers, etc.) Ongoing assistance at every stage of the process Ongoing assistance at every stage of the process Structuring of the OperationStructuring of the Operation n Price n Investment Contract n Shareholder agreements n Put&Call Options n Definition of best financial structure for the Transaction n Preliminary Evaluation n “Value Driver” definition n Preliminary inquiry & Selection of potential Investors n Management of the entire relationship with counter parts n Pre Due Diligence n Blind Profile, Teaser n Information memorandum n Preparation to Due Diligence n Management presentation n Press release Arkios CLIENT
  • 46. Arkios Italy 5. The Process (1/3) From preparation of documents to preliminary interests c.a. 60-50% of them reply that they could be interested and request more information Documents preparation • Meetings with Shareholders/Management in order to know: 1. Company; 2. Market; 3. Positioning; 4. Economic/Financial Situation; 5. Key Investment  Please see the example • Blind Profile (short document which shows Company/Market/Positioning of the Target Company and the Investment Rationale • Preparation of Investor List (Analysis of market, competitors, discussion with Shareholders -> circa 30 Industrial Players, circa 5/7 Funds) • Sending Blind Profile to Investors -> Contacts/Mails/Calls with possible investors for preliminary poll Contacts with possible Investors • Request of NDA to Investors (Confidentiality of data) & Acceptance of NDA • Sending of Teaser (more detailed document with more relevant information) Preliminary interests
  • 47. Arkios Italy 5. The Process (2/3) From the preliminary interests to the acceptance of one or more Letters of Intent Interest Confirmation (c.a. 60-50%) Request of LOI • LOI (Letter of Intent) -> at the END, ADVISOR REQUESTS THE LOI, which confirms what is stated/written between Investor-Advisor-Entrepreneur in a document (pre-contract) • BUSINESS DUE DILIGENCE: • Investor starts full analysis on Target – Advisor answers to all his requests • Sector/Market Analysis • Company Analysis: positioning, Economic/Financial Data, Strengths/weaknesses • Competition Analysis • Business Plan: adequacy, sensitivity analysis, projections, basic hypotheses, etc.. • Others… • Several meetings between Potential Investor and Entrepreneur • NEGOTIATION Advisor starts indicating to Investor the perimeter of the Deal (valuation, control, etc… ) and “negotiating” Business Due Diligence manifestazioni di interesse Preliminary interest • Request of NDA to Investors (Confidentiality of data) & Acceptance of NDA • Sending of Teaser (more detailed document with more information)
  • 48. Arkios Italy 5. The Process (3/3) From the choice of Investor to the contracts signing LOI acceptance • Advisor (and Entrepreneur) receive the LOI (usually at least 3) • Valuation, Operation Structuring, Timing, Governance, etc. [«preliminary»] • Advisor and Entrepreneur value all pros and cons of each LOI Choice of Investor • LOI ADJUSTMENT = NEGOTIATION!! • In function of several parameters Entrepreneur accepts a LOI and an exclusivity period • DUE DILIGENCE Accounting/Fiscal/Legal by the Investor 1. Arkios Italy handles all the Due Diligence procedure, (24h/24, with stable presence of an expert Senior Analyst in order to “counterbalance” the auditors 2. Coordinates and gather all documentation • Questions to the Entrepreneur’s consultants (Accountant; Fiscal expert, Lawyer) 3. Data Room management: No accounting/fiscal/legal document is delivered before to be controlled by Arkios! 4. End Due Diligence: possible NEGOTIATION on different elements Due Diligence • Support of Advisor in the writing of contracts (agreements, SPA, shareholders agreements, Financing contracts, warranties and mechanisms, etc…) • TRANSACTION CLOSING Writing of contracts
  • 49. Arkios Italy Contacts Arkios Italy S.p.A. Alberto Della Ricca Partner  + 39-347.22.03.181  alberto.dellaricca@arkios.it Paolo Cirani CEO  + 39-335.68.40.737  paolo.cirani@arkios.it Paolo Pescetto President  + 39-334.66.54.116  paolo.pescetto@arkios.it Andrea Orsi Partner & Relationship Manager  + 39-338.35.62.005  andrea.orsi@arkios.it For any further information, please contact